Belden & Blake to Amend 10-K and 10-Q.

NORTH CANTON, Ohio -- Belden & Blake Corporation has received comment letters from the Securities and Exchange Commission ("SEC") regarding its Annual Report on Form 10-K for the year ended December 31, 2004. After evaluation of the comments from the SEC, we will amend our Annual Report on Form 10-K for the year ended December 31, 2004 and amend our Quarterly Report on Form 10-Q for the period ended March 31, 2005 to reflect certain changes in our financial statements included in these reports. We expect to amend our filings for the following items:

1. Capital C Energy Operations, LP ("Capital C"), acquired us
   pursuant to a merger that was completed on July 7, 2004. We
   previously disclosed that the merger was a purchase effective
   July 1, 2004. We expect to amend our filings to report the merger
   as effective on July 7, 2004. This change in presentation will have
   no impact on the balance sheet, statement of operations or
   statement of cash flows other than to present the predecessor
   period as ending on July 6, 2004 rather than July 1, 2004. The
   operating results for the six-day period were not material and have
   been included in the successor period beginning on July 7, 2004.

2. We had stock options outstanding at the time of the merger that
   occurred on July 7, 2004. Upon the merger, these stock options were
   cancelled in exchange for cash in the amount of the excess of the
   merger price per share over the per share exercise price of the
   option. Some of these options were subject to variable accounting
   as a result of the strike price having been previously re-priced.
   This resulted in non-cash compensation expense of $1.1 million that
   was previously reported. The remaining options were previously not
   reported as variable accounting. We have concluded that these stock
   options should have resulted in compensation expense when it was
   probable that the employee would be able to put those options back
   to the company within six months of issuance of the shares. As a
   result of the merger, the options became exercisable and were
   simultaneously cancelled in exchange for cash. Therefore, we expect
   to amend our filings to report additional non-cash compensation
   expense of approximately $2.9 million (pre-tax) in the six day
   predecessor period ended July 6, 2004.

3. We previously reported all unrealized gains and losses from
   derivatives on a single line item in the statement of operations.
   Upon realization, we previously reported all derivative gains and
   losses as a component or adjustment of the related oil or gas
   revenue. We expect to amend our filings to present the realized
   gain or loss on derivatives that do not qualify for hedge
   accounting treatment in the line item "Derivative fair value (gain)
   or loss." As a result, our oil and gas revenues will not include
   realized gains and losses from non-qualified derivatives.

4. We previously reported transaction expenses related to the merger
   of $22.6 million in the financing activity section of the
   statements of cash flows. We expect to amend our filings to present
   these expenses in the operating activities section of the
   statements of cash flows.

5. We previously reported discontinued operations as a single line
   item in the statements of cash flows. We expect to amend our
   filings to present the cash flows from discontinued operations in
   each of the operating, investing and financing sections of the
   statements of cash flows.

We will file the amended Form 10-K and Form 10-Q as soon as practicable.

Belden & Blake Corporation engages in the exploitation, development, production, operation and acquisition of oil and natural gas properties in the Appalachian and Michigan Basins (a region which includes Ohio, Pennsylvania, New York and Michigan). We are a subsidiary of Capital C, an affiliate of Carlyle/Riverstone Global Energy and Power Fund II, L.P.

The information in this release includes forward-looking statements that are made pursuant to Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements and the business prospects of Belden & Blake are subject to a number of risks and uncertainties which may cause our actual results in future periods to differ materially from the forward-looking statements contained herein. These risks and uncertainties include, but are not limited to, our access to capital, the market demand for and prices of oil and natural gas, our oil and gas production and costs of operation, results of our future drilling activities, the uncertainties of reserve estimates and environmental risks. These and other risks are described in our 10-K and 10-Q reports and other filings with the Securities and Exchange Commission.